Vicarious liability for cheque dishonour requires specific averments of control, consent, connivance, or negligence against the accused.

Vicarious liability under section 141 of the Negotiable Instruments Act attaches only where, at the time of the offence, the person was in charge of and responsible for the company's business, or where the complaint specifically pleads consent, connivance, or negligence under sub-section (2). A certified copy of Form No. 32 showing resignation before the cheques were issued was treated as authentic material disproving the petitioner's directorship, and the complaint's bare assertion that he was a director was insufficient. As no necessary averments or supporting material were shown, proceedings against the petitioner were quashed, while the case against the other accused remained unaffected.

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Issues: (i) Whether the petitioner, having produced a certified copy of Form No. 32 showing resignation as director before the cheques were issued, could still be proceeded against under section 141(1) of the Negotiable Instruments Act, 1881. (ii) Whether the complaint contained the necessary averments to fasten liability on the petitioner under section 141(2) of the Negotiable Instruments Act, 1881.

Issue (i): Whether the petitioner, having produced a certified copy of Form No. 32 showing resignation as director before the cheques were issued, could still be proceeded against under section 141(1) of the Negotiable Instruments Act, 1881.

Analysis: The certified copy of Form No. 32 issued by the Registrar of Companies was treated as an authentic public document establishing that the petitioner had ceased to be a director before the relevant cheques were issued. In view of the settled law on section 141, vicarious liability under sub-section (1) attaches only to persons who, at the time of the offence, were in charge of and responsible to the company for its business. Since the complaint itself proceeded on the incorrect premise that the petitioner was a director, and no material showed that he fell within the categories of persons contemplated by section 141(1), the continuation of proceedings on that basis was unwarranted.

Conclusion: The petitioner could not be proceeded against under section 141(1) on the basis of the complaints.

Issue (ii): Whether the complaint contained the necessary averments to fasten liability on the petitioner under section 141(2) of the Negotiable Instruments Act, 1881.

Analysis: Liability under section 141(2) requires specific allegations showing consent, connivance, or negligence in relation to the commission of the offence. The complaint did not plead that the cheques were issued or dishonoured with the petitioner's consent or connivance, or that the dishonour was attributable to his negligence. Nor did it disclose any status of the petitioner, apart from the incorrect assertion that he was a director. Mere participation as an authorised representative or in settlement discussions was held insufficient to establish the necessary control over the company's business or the requisite culpability under sub-section (2).

Conclusion: The complaint did not make out liability against the petitioner under section 141(2).

Final Conclusion: The complaints could not be maintained against the petitioner, and the proceedings against him were quashed while the case against the other accused was left undisturbed.

Ratio Decidendi: Vicarious criminal liability for dishonour of cheques can be fastened only on a person who, at the time of the offence, was shown by specific averments and supporting material to be in charge of and responsible for the company's business, or whose consent, connivance, or negligence in the offence is specifically pleaded.

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